LAWRENCE O`DONNELL, HOST, THE LAST WORD: We will be checking in live with Chris Matthews and the team in Cleveland who are watching every minute of that debate there.

We will also be going to watch parties around the country, beginning with a Trump-watch party in Iowa.

But first, I`m joined now by guests that have watched that first hour of debate and I would like to start by getting their half time estimates of who is doing well, who is hanging in there.

Let`s begin with Chuck Todd, moderator of "Meet the Press" and the political director of "Nbc News". Chuck, we`re at half time, what do you think?

CHUCK TODD, MODERATOR, MEET THE PRESS: Well, look, I think that it was interesting that the moderators put Trump on the defensive right from the start. That opening question about do you pledge to basically stay in the Republican --

O`DONNELL: It was one of --

TODD: Party at that --

O`DONNELL: Those raise-the-hands question, most efficient way of doing it --

TODD: It is --

O`DONNELL: Bret Baier says, I want anyone --

TODD: Yes --

O`DONNELL: On the stage to raise your hand if you will not pledge to support the Republican nominee --

TODD: Yes --

O`DONNELL: And the one hand --

TODD: Yes --

O`DONNELL: In the middle goes up --

TODD: He had no problem being that, but you can`t help but wonder particularly when the first two questions Trump got, and you know, you never know what will spark Trump at post debate.

But the first two questions put him incredibly on the defensive. For the first one being that --

O`DONNELL: Got boos on this --

TODD: That`s right, and then the question from Megyn Kelly about what he has said about women over the --

O`DONNELL: Yes --

TODD: Years and his little Rosie O`Donnell line which may have played well with your non GOP primary voter, but it sort of like -- it only reinforced the celebrity part of his persona when he needed to look more presidential.

But again, that`s the moderators putting him in that position.

O`DONNELL: Yes --

TODD: Many people are going to read tea leaves about that and say what`s going on there? Is there something -- you know, is this a Roger Ailes thing?

Is this where -- you know, is this about the Republican Party trying to unilaterally push back on Trump a little bit.

The other takeaways I have in this is, Jeb Bush seems -- maybe it`s nervous -- I don`t want to say unsteady, that`s not fair.

But he seems tenuous about what I would describe. Scott Walker has been -- I think struggled to show himself, so the three frontrunner, they all seem a little shaky.

O`DONNELL: Any --

TODD: Right --

O`DONNELL: Any big stumbles?

TODD: I haven`t heard a real stumble. I think it`s telling how -- you got to be -- immigration, if Jeb Bush isn`t the nominee, it`s going to be because of immigration. He got booed when --

O`DONNELL: But he also got applause, it was very --

TODD: No --

O`DONNELL: Interesting in this crowd reaction to him on immigration --

TODD: It was, and maybe that was some of his crowd, who knows?

O`DONNELL: Yes --

TODD: I think we learn of the issue, if Jeb Bush doesn`t get the nomination, it`s going to be because of immigration.

O`DONNELL: And Jonathan Walter, Msnbc political analyst, columnist for "Daily Beast". Immigration may have occupied the largest single space as a subject in that first hour with Chris Wallace leading a bunch of them through immigration questions.

But your assessment of where we stand at halftime, we`ve all just watched that first hour.

JONATHAN WALTER, COLUMNIST, THE DAILY BEAST & POLITICAL ANALYST: Well, I actually think there was some pretty big news tonight and it came right at the top.

If Donald Trump runs as an independent in the Fall of 2016, Hillary Clinton is the next president of the United States, full stop. Where they --

O`DONNELL: Try to make that very clear on --

WALTER: Right --

O`DONNELL: This question --

WALTER: He did --

O`DONNELL: Let me just say, in the middle of this interchange he had with Trump, he said to him, Mr. Trump, to be clear, you`re standing on a Republican primary --

WALTER: Yes --

O`DONNELL: Campaign stage, and --

WALTER: Yes --

O`DONNELL: Stressing that if there is a third party run, these -- this nominee --

WALTER: Right --

O`DONNELL: Who comes off this stage will lose.

WALTER: Right, this is just the basic math of --

O`DONNELL: Yes --

WALTER: American politics. But what was so interesting and surprising to me was, I expected that Trump was going to kind of temporize a little bit and say, well, I expect to support, you know, the nominee of the party.

I think it`s going to be me, but my anticipation is I`ll support whoever gets nominated. And then, a year from now, he would say circumstances have changed, I`m going to run anyway.

Then he would just do what he`s done so often in the past and just change his mind without a backward glance.

Instead, he did the kind of ballsier thing which was in this, you know, very conservative auditorium where he was booed.

He just went right out there, right at the independent voter and said, you know what? I`m so anti-establishment, I`m not going to kiss up to these people in the party.

And most Americans don`t care about party loyalty. It`s just not a big thing --

TODD: But the people watching --

WALTER: But the people watching and the people who vote in Republican --

TODD: They --

WALTER: Primaries. But that`s OK because he was never going to be the Republican nominee any way.

It`s just the question of how many votes he gets in that process and how anxious he is to keep going after somebody else`s nominee.

TODD: I think it`s his biggest vulnerability. I think --

O`DONNELL: Yes --

TODD: Look, I thought -- and I think he still wants to do this -- (AUDIO GAP 00:04:54.19) Republican pie.

I think he does want to try to be embraced by the party. But if I`m the other candidate on stage -- I jump on this all the time. He`s not really one of us.

O`DONNELL: Yes, and I think the wonderful Trumpism of this is it`s all bluster. He doesn`t have the money to run as an independent.

He will -- he`s going to be the cheapest spender in this campaign. If you look at the -- as if he sees spending now, it`s all just flying the plane. That`s all he does with his -- with his campaign money.

WALTER: And he --

O`DONNELL: And the cost, what it takes to get on the ballot in 50 states, which is a very difficult exercise --

WALTER: Easier today though than it was for Ross Perot --

O`DONNELL: Yes, it is --

WALTER: The internet --

TODD: And --

O`DONNELL: Yes --

WALTER: And as well as the internet --

TODD: Yes --

WALTER: Makes it easier. Think --

O`DONNELL: Yes --

WALTER: About what Perot did --

O`DONNELL: Yes, but you got to -- you got to basically buy those signatures --

WALTER: You do --

O`DONNELL: With each one about --

WALTER: It`s about 3 to 5 bucks a signature --

O`DONNELL: Yes --

WALTER: And it`s going to take about, you know, $10 million -- you know, it`s probably at $10 million to $15 million and it`s --

O`DONNELL: My bet is, he`s not going to do it under --

WALTER: Right --

O`DONNELL: Any circumstances. We`ve got an embed at a -- at a Donald Trump-watch party in Iowa, I`m not sure if we`re connecting, you know, with him yet.

Von Hildier(ph), if we can get that watch party up, we`d love to check in with it -- there he is. There is Von Hildier(ph) there in Iowa, you`re in Des Moines, you`re at a Trump-watch party, what`s the reaction there so far, Von(ph)?

UNIDENTIFIED MALE: Hey, Waukee, Iowa. So, we`ve got about 50 to 60 people, and the thing is, we`re suggesting that, you know, the people are backing down as soon as these questions are being thrown at Trump.

And sort of -- he seems like he`s a little bit more on tender ground, but the people here are saying, you know, listen here, they`re setting him up, it`s the whole purpose of the debate tonight among the other nine Republicans on the stage, is to push back.

But the reality is, these people here, they`re in it through the long haul. Several of these people have been caucused before and they say this is exactly what to expect.

It was a -- you know, as Donald Trump calls it, the silent majority, was a term popularize by Richard Nixon back in the `60s there, and sort of said the people that weren`t part of the kind of culture.

But you know, in this election, you know, when you`re talking about the Iowa caucuses, the silent majority and if these people won`t, you know, won`t be changing their minds, you don`t need that much.

Also out here, you got -- you know, you got to campaign chair of this campaign, the rare Rick Santorum`s camp in 2012.

What was their reaction -- what was their reaction in the room there when he refused to pledge to support the Republican nominee?

The answer that got him boos in the debate hall, what was the reaction in that room of Trump supporters?

UNIDENTIFIED MALE: Cheers, they`re in it for Donald, they`re not in it for necessarily the Republican Party at this point.

But there is one woman who was kind of leaning between the Trump and questioning though, whether she could (INAUDIBLE) supporter of Ted Cruz.

And she insisted, I mean, she goes, he needs to stand by the party. But for the rest of the guys here, I mean, this is a -- it`s a Donald Trump campaign. They are taking names, they`re signing people up.

This is Donald Trump for the long haul for the people that came out to Waukee.

O`DONNELL: All right, you`re in the Donald Trump room, Von Hildier(ph) thanks a lot for checking in with us. We`re going to Shira Center, she is the political editor for "The Boston Globe".

Shira, I want to go to a question that Chuck referred to already, which was Megyn Kelly`s question to Donald Trump about things he has said about women in the past.

Public statements he`s made about them, calling some women -- Megyn Kelly quoted him, calling women -- individuals, fat pigs, dogs, slobs and disgusting animals and Trump`s response to that was only Rosie O`Donnell, which some Trump supporters seem to accept as an answer.

What was your reaction to that? How do you think that plays in New Hampshire where you`ve been covering this so closely?

SHIRA CENTER, POLITICAL EDITOR, THE BOSTON GLOBE: Well, first of all, bravo Megyn Kelly for that question.

I didn`t see that one coming at all, and with the interchange that happened after that, and he really pushed back on Megyn Kelly and almost insulted her.

And I think it says something about the Republican Party and the base when we watch the reaction to that, because he very much insulted John McCain and now he`s insulting Megyn Kelly.

And I`m just wondering, where the approach is going to be more likely? That said, as we know, as I just said, Donald Trump has made these bombastic semi insulting remarks before and it is done close to nothing to his poll numbers in a lot of these states.

In fact, he continues to rise. So, it`s -- that`s what it is, I don`t think that`s going to change any time soon. He has to make a really colossal mistake.

Something so gravely offensive at this point. I think for him to really get knocked off that perch any time in the next couple of weeks.

O`DONNELL: We`re joined now by Sabrina Siddiqui, she`s a political reporter for "The Guardian". Sabrina, your assessment of where we stand at half time -- we`ve all -- since we`ve all watched that first hour of debate.

Any high point you want to refer to?

SABRINA SIDDIQUI, POLITICAL REPORTER, THE GUARDIAN: Well, I think what was really interesting was to watch the different approaches that some of these candidates took in dealing with Donald Trump`s presence on that stage.

Two senators in particular, Rand Paul and Marco Rubio, who have been slipping in the polls and whose campaigns have struggled to get off the ground.

They clearly had a very different way of approaching Donald and approaching this debate. Rand Paul came out early and aggressively.

He was the one who went after Trump when he wouldn`t take that pledge not to run as an independent. He also sparred with him once again over support for single-payer of healthcare.

He really engaged with Trump. Whether or not he got a real response for it, wasn`t really clear. He didn`t get too many cheers for doing that, for going so aggressively after Trump.

Marco Rubio on the other hand, he seems to have come out as an early winner based on a lot of the initial reaction, he stuck a lot more to policy when he was offered a chance to engage Trump on immigration.

He passed on it. Except for pointing out that Trump donated to everyone but him, and to his opponent, Charlie Christian(ph) said in support of the Senate race, he really didn`t seem to acknowledge him.

Seemed to focus a lot more on the policy issues at hand. And that kind of made him seem more statesman-like, a lot of -- early reaction certainly seems to imply that Rubio has gained a lot from this first debate.

O`DONNELL: I want to quote what Rand Paul said -- he jumped in there in the middle of Donald Trump`s first answer about this pledge to -- fidelity to the Republican Party.

Rand Paul didn`t wait for anyone to invite him in, he just -- he threw himself right in, and when he jumped in there, saying was he`s already hedging his bet on the Clintons, Chuck.

He was playing on that recent news that Bill Clinton, of all people, had an encouraging phone call with Donald Trump when Donald Trump was thinking about running for president.

TODD: This is the son of somebody who run as a libertarian, was a Republican member of Congress, Ron Paul, then run as a libertarian and it`s always been the Republican Party -- always feared that Ron Paul.

You know, when his -- when basically a family member gets indicted in a scheme that had to do with his father`s campaign back in 2012.

O`DONNELL: It`s one of his in-laws who is part of his --

TODD: Part of his --

O`DONNELL: Came through --

TODD: Sort of political --

WALTER: Yes --

TODD: Circle. I think it is -- Rand Paul has made a decision and I feel like he`s -- yes, I feel like he`s leaving nothing to chance.

He jumped in on that, he wanted to have that moment. He jumped in and had a Christie moment. I feel like you`re seeing just Rand Paul -- maybe he`s acting a little bit desperate, but he wants to do whatever is possible to show that his campaign has life.

But on the Clinton front, I`ll tell you -- I thought -- I expected to hear Trump use that as an opportunity to go after -- you want to talk about hedging bets.

What about all the people giving money to Jeb Bush and Hillary Clinton? The same donors. I thought we`d hear that story and we didn`t.

O`DONNELL: All right, we`re -- Jonathan, before we take a break, I just want to point out, Rand Paul is at 4.8 percent in the polls.

He was the -- what? Third lowest ranking guy in the polls to get into this debate. And he may not have helped himself in that little sniping --

WALTER: Yes --

O`DONNELL: At Donald Trump, but that`s the danger of these debates with this many people in it. Someone who is down there at 4.8 --

WALTER: Right --

O`DONNELL: Can take a whack at Trump that doesn`t help him, but might end up helping people slip from Trump over to the other frontrunners in --

WALTER: Possibly, but you got to remember, Republicans, they can`t stand Obama, they can`t stand Clinton, they can`t stand the common core and they also can`t stand political correctness, right?

So, when he brought that up, he basically helped to continue to make himself gaffe-prone. He was essentially saying, if you think that what I said is a gaffe or what I said was wrong, or that I`m not entitled to change my mind over the last 15 years.

That`s a form of political correctness that you`re supposed to be against as a conservative. So, I don`t -- I don`t see Trump suffering in this debate or getting chipped away at.

Rand Paul is in deep trouble because he is a dove in a hawkish political context. And so he`s going to really have to pull off something to get back into this.

Interesting, "The Washington Post" is reporting right now that Ted Cruz has by far the most searches in tonight`s debate. So --

(CROSSTALK)

O`DONNELL: All right, we`re going to take a quick --

TODD: Yes --

O`DONNELL: Break here, we are going to have live updates of what`s going on in this second hour of the debate, when the debate goes to commercials, we will have Chris Matthews and the crew in Cleveland who are watching the debate live.

Will check in with us about the latest action in this debate, which we can`t see because we`re out here talking about that amazing first hour.

We`ve got a lot more coming up, we will be back -- we`ll be right back.

How about helping everybody. Not just one sector and that`s the power of my 999 plan, number one, it`s bold.

(END VIDEO CLIP)

O`DONNELL: A lot of people were amazed by Donald Trump`s lead in the polls, but four years ago while Herman Cain was pushing his 999 plan, he was also way ahead in the polls.

Much higher than Trump is now, he was at 30 points in the Quinnipiac poll of Republican voters, he was beating Mitt Romney by seven points.

Herman Cain was at 30, Romney was at 23, Gingrich was at 10, and then Gingrich went up from there, Perry was at 8, Paul was at 7, Bachmann was at 4, Huntsman 2, Santorum 1 back then.

And then Rick Santorum went up from there. And 16 percent said that they didn`t know who they were going to vote for then. It turned out Herman Cain never had to learn who was president of Uzbekistan.

(BEGIN VIDEO CLIP)

CAIN: When they ask me who is the president of Uzbeki -- I`m going to say, you know, I don`t know -- do you know?

(END VIDEO CLIP)

(COMMERCIAL BREAK)

O`DONNELL: Back with us, Chuck Todd, Jonathan Walter, Shira Center and Sabrina Siddiqui. Chuck, the abortion subject came up in a variety of ways in that first hour.

Actually, we`re going to go to Chris Matthews now in Cleveland because the debate has gone into a commercial on "Fox News", and the debate team in Cleveland has been watching every minute.

Chris Matthews, what`s going on?

CHRIS MATTHEWS, MSNBC: Well, Lawrence, I think there have been some winners tonight already in the first hour. So -- and some non-participants almost.

I think -- let`s start with Mike, on your call, who`s done well?

MICHAEL STEELE, FORMER CHAIRMAN, REPUBLICAN NATIONAL COMMITTEE: I think so far so -- you got Huckabee, who I think finished strong just now, he was a little weak in the beginning.

He`s finished strong. Marco Rubio, I think he`s been very steady and has grown in his presence, and even Ted Cruz. Ted Cruz I think is sort of, you know, showed why he is good at this -- at this type of thing.

Where he just very concise and to the point in his answering. Now, how this translates tomorrow morning, we`ll see. But right now, I think these guys have put themselves in good positions. Three out of ten.

UNIDENTIFIED FEMALE: I think Marco Rubio has done really well, has been smart and concise and strong. I think Chris Christie has done well in his --

MATTHEWS: You do?

UNIDENTIFIED FEMALE: Responses on 9/11 and some of those issues, yes. And I think Donald Trump is reaching his audience of love him or hate him, he is reaching his base. I don`t know how women are going to react to the way he handled Megyn Kelly --

MATTHEWS: Yes, after women`s lot --

UNIDENTIFIED FEMALE: Well --

MATTHEWS: Rough stuff --

UNIDENTIFIED FEMALE: You know, she asked him a really tough question which was, you know --

MATTHEWS: She documented it too.

UNIDENTIFIED FEMALE: You know, if you call women fat pigs and slobs --

MATTHEWS: Dogs --

UNIDENTIFIED FEMALE: Is that -- dogs, is that the way the president of the United States -- someone who --

MATTHEWS: People who have daughters, and they might wonder --

UNIDENTIFIED FEMALE: Could be a liked --

(CROSSTALK)

MATTHEWS: What kind of president should be --

UNIDENTIFIED FEMALE: President of the United States should be --

STEVE SCHMIDT, CAMPAIGN STRATEGIST & PUBLIC RELATIONS WORKER FOR UNITED STATES REPUBLICAN PARTY: I -- fantastic job by John Kasich tonight, fantastic job by --

UNIDENTIFIED FEMALE: Yes --

SCHMIDT: Marco Rubio, I think Scott Walker has been flat and out of his depth on some foreign policy questions. Ben Carson totally out of his depth, incoherent at times.

MATTHEWS: Rubio has constantly reminded the audience, yes, I`m 47 years old, I`m young, we need somebody young because times --

STEELE: Right --

MATTHEWS: Have changed. Amazon makes a fortune, no stores, notice things are different.

UNIDENTIFIED FEMALE: I`m the future, that`s what he`s -- I`m --

SCHMIDT: Great --

UNIDENTIFIED FEMALE: And the other person --

SCHMIDT: Again and again --

UNIDENTIFIED FEMALE: Whom I sort of mentioned, and thanks Steve for mentioning that, Kasich, I think has been right on.

SCHMIDT: Yes, solid as a governor.

UNIDENTIFIED FEMALE: You know --

STEELE: Yes --

UNIDENTIFIED FEMALE: Solid governor, I --

(CROSSTALK)

SCHMIDT: I agree with that --

UNIDENTIFIED FEMALE: You can`t say that --

STEELE: Yes --

UNIDENTIFIED FEMALE: Enough times, and my father was a mailman.

SCHMIDT: I think Christie has been strong, I think he --

MATTHEWS: Really?

SCHMIDT: I think he -- try and -- I think and he`s --

STEELE: Yes, I think --

(CROSSTALK)

SCHMIDT: I think you have a John Kasich, he`s already tapping into that vein that Jack Camp used to occupy, that pro-growth --

UNIDENTIFIED FEMALE: Yes --

SCHMIDT: Republican, opportunity, conservatism. And I don`t think that Jeb Bush has been bad tonight, but Jeb Bush hasn`t been as good as Kasich has. And it will be interesting to watch the fallout as we see the two brackets form.

STEELE: Yes --

SCHMIDT: The Trump, Cruz, Huckabee, Carson bracket versus the Kasich, Rubio, Christie, Bush and Walker bracket, and I think Rand Paul has had a very bad night tonight --

UNIDENTIFIED FEMALE: And in fact, Kasich`s defense of taking the Medicaid money was absolutely a great defense. It could sell with Republican primary voters and it`s terrific for general election candidate.

SCHMIDT: Absolutely.

MATTHEWS: You know, what I was looking at -- we`re looking at here, Michael, you`re the expert on this in terms of the electoral map --

STEELE: Yes --

MATTHEWS: We`re looking at two young guys, Kasich in Ohio where we are right now --

STEELE: Right --

MATTHEWS: And --

UNIDENTIFIED FEMALE: Right, wow --

MATTHEWS: We`re looking at a guy from Florida which is one of the most important states there is --

STEELE: Yes --

MATTHEWS: These three -- these two guys would make a ticket, I`m not sure top or bottom, but your thoughts?

STEELE: No, I think you`re right --

MATTHEWS: Based upon their performance tonight --

STEELE: If top or bottom would -- remains to be seen, but I think you`re beginning to see the beginnings of an outline of what this nomination could ultimately look like.

I mean, I think I agree with you, Kasich has been strong tonight, Rubio has been strong tonight, but let`s not get ahead of ourselves. This is the first debate.

MATTHEWS: Yes, well, at this time I want to get one point. What did everybody think, open question of Jeb Bush`s performance, the first hour of the quarter?

UNIDENTIFIED FEMALE: I thought he was flat. I mean, he`s smart, he is coherent, but he`s not punching through.

STEELE: I thought he was steady -- I agree, I thought he could have punched through more than he has so far. I think he`s been steady, he`s not taking himself as you said, Steve.

He`s not taking himself out of it, but I think he could have been a little bit more punchy in terms of making his point.

SCHMIDT: Middle over the pack performance at best. Certainly, not someone who is standing out as a future president, as a future nominee of the -- of the party.

Someone that you look and say, wow, this person is fantastically talented in a way that you look and you see so many people out there seeing John Kasich and Marco Rubio for the first time.

These guys are doing a --

MATTHEWS: OK, let`s --

SCHMIDT: Fantastic job --

MATTHEWS: Take a look at -- here he is, the man who was the frontrunner.

O`DONNELL: Chris Matthews, OK, let`s take in a fact here, the debate has resumed in Cleveland, Chris Matthews and the gang are going to go back to watching the "Fox News" live debate.

Just a note on how we`re working this here. "Fox" literally owns the debate, which is why we are not showing you video of what some of these candidates have said.

We are reading you quotes of what they have said. Only when the debate is officially over, we`ll be -- we will be legally allowed to show you clips and video of what happened there.

We`re going to take a break, we`ll be right back.

(COMMERCIAL BREAK)

O`DONNELL: We`re joined now from the Hillary Clinton campaign-watch party of this debate, their headquarters in Brooklyn, New York. Karen Finney, senior spokesperson for the Hillary Clinton campaign.

Karen, what`s your reaction to the debate as you`ve seen it so far?

KAREN FINNEY, SENIOR SPOKESPERSON, HILLARY CLINTON CAMPAIGN: You know, Lawrence, I will tell you what I feel like I`ve heard is a lot of -- they all kind of sound the same even though they`re using different words and some like Trump are using very different words.

But when they`re talking about immigration, they`re not talking about a path to citizenship. When they`re talking about Wall Street, they`re not saying what they would do to reform.

So, they said it all a little bit differently, but you know, I feel like I heard a lot of old ideas. I did not hear any new ideas.

O`DONNELL: Karen, where is Hillary Clinton watching the debate tonight?

FINNEY: You know what, Lawrence? She`s actually not watching the debate. She is in California, she had a meeting today this afternoon with SCIU, and she`ll have some more events tomorrow.

O`DONNELL: But she`s going to be going up against one of these candidates if she`s the nominee, doesn`t --

FINNEY: Yes --

O`DONNELL: She want to get an early look at what their style is like in the debate stage?

FINNEY: Well, you know how this goes, Lawrence. It`s -- you know, you can -- but it doesn`t -- wait a little while, let it thin out a little bit and see how people, you know, do in the next couple of debates to kind of get a sense of, you know, who is really growing as a candidate and who is just not going to cut it.

O`DONNELL: I want to get your reaction on the Clinton`s campaign, Hillary Clinton`s reaction to the extent you can give it to us to this question --

FINNEY: Yes --

O`DONNELL: That Megyn Kelly asked Donald Trump. And I`m going to -- I`m going to read the question word-for-word as a quote.

She said to him, "Mr. Trump, one of the things people love about you is you speak your mind and you don`t use a politician`s filter.

However, this is not without its down sides and particularly when it comes to women, you have called women, you don`t like fat pigs, dogs, slobs --

UNIDENTIFIED MALE: Yes --

O`DONNELL: And disgusting animals." And Donald Trump`s response to that was that he only did that with Rosie O`Donnell.

FINNEY: Yes, bad answer.

(COMMECIAL BREAK)

LAWRENCE O`DONNELL, MSNBC HOST OF "LAST WORD" PROGRAM: However, this is not without its down sides when it comes to women you have called women you do not like fat pigs, dogs, slugs and disgusting animals.

KAREN FINNEY, SENIOR SPOKESPERSON, HILLARY FOR AMERICA: Yes.

O`DONNELL: And, Donald Trump`s response to that was that he only did that with Rosie O`Donnell.

FINNEY: Yes, bad answer. You know, I would say I have not obviously talked to Hillary Clinton directly, but one of the things about Donald Trump that she has said when she talked about immigration language is it is over the top and it is really -- you know, it is very divisive, and it think it is just -- you know, it is derogatory towards women.

And, that is why I say, I mean Donald Trump, you know, he did not even take ownership of having saying those things, right? He ended up saying, well, I do not have time for political correctness. And, I think it just shows a lack of understanding, sort of why -- maybe you should not talk about women that way.

And, I think if you coupled that with what I heard when they were asked questions about, you know, exceptions for the health and life of the mother or when they were talking about health care broadly, I did not hear concern about how we would make sure that low income women would still be able to have health care if they both repeal the Affordable Care Act and defund Planned Parenthood.

O`DONNELL: And, Karen, before you go, there is a question that Megyn Kelly asked Scott Walker where she said to him in the body of a larger question. She said about abortion, because he is opposed to abortion in all cases including the life of the mother. She said to him --

FINNEY: Yes.

O`DONNELL: -- "Would you really let a mother die rather than letting that women have an abortion." And, Scott Walker did not actually answer that part of the question. He just said, "I am prolife and I have always been prolife."

FINNEY: Yes. No, he really did not answer that question. And, politically, I can understand why; but, you know, it is the kind of question that at some point he is going to have to answer because, you know, these are tough, hard choices.

As you know, those of us who are prochoice believe that a woman should be making those choices with her doctor, not someone like Scott Walker deciding her fate as to whether she lives or dies.

O`DONNELL: Karen Finney, Senior Spokesperson for the Hillary Clinton Campaign in Brooklyn, New York, thank you very much for joining us tonight, Karen. I really appreciate it.

(LAUGHING)

FINNEY: Take care, Lawrence.

O`DONNELL: Thank you.

FINNEY: Anything for you.

O`DONNELL: Thank you very much, Karen. We are going to be back with more debate analysis right after this.

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(COMMERCIAL BREAK)

O`DONNELL: We are coming back in ahead of schedule because the Fox News debate has just gone to a commercial. That means we go to Cleveland to get the latest analysis on it from Chris Matthews and the gang who have been watching every minute of the debate. Chris, what just happened?

CHRIS MATTHEWS, MSNBC HOST OF "HARDBALL" PROGRAM: Well, Lawrence, thanks for the break. You know, I think one thing is a pattern we have watched tonight. Those who have not been watching the debate have been watching your program. It is interesting that the red meat game, I thought they are all going to be playing tonight. There has been some of that.

But the people that seem to be scoring are the ones who talk substance. It is Marco Rubio talking about youth and the future and how everything is changing in our economy. We cannot go back to brick and mortar again. It is about Amazon and companies like that, they did not exist ten years ago or 20 years ago.

It is also people talking about how they have run their states like Kasich. So, it has been much more. What strikes me is it is a lot more useful debate, you know, amid-some of the red meat throwing than might have been expected.

ANDREA MITCHELL, MSNBC HOST OF "ANDREA MITCHELL REPORTS" PROGRAM: One thing that just transpired is that Megyn Kelly asked John Kasich, who is against gay marriage, against same-sex marriage. How he would handle it if his child, if the daughter of his were gay?

And, he said, "I love my daughter and as God gives me unconditional love, I give my child unconditional love. So, I can be against gay marriage, but the court has ruled. I recently went to a gay wedding with a friend." So, you see the edges here are not that hardly defined.

MATTHEWS: Yes.

MITCHELL: You see who Kasich is.

MATTHEWS: Yes.

MITCHELL: He is coming across as a human being. He earlier in the debate explained why he accepted Medicaid money under Obamacare, because it helped the people who were drug addicted in prisons to get rehabilitation, to get out of prison, who has very low recidivism rate. So, people have been flesh and blood.

Trump, though, has been Trump and in saying to Chris Wallace that, yes, out of hundreds and hundreds of deals, four of his deals went bankrupt. He took advantage of the laws of bankruptcy as everybody else he does in business does.

He got out of Atlantic City he said before Atlantic City cratered. He was glad of that, even though Chris Wallace pointed out that 11,000 people were laid off and people lost billions of dollars of their investments. Love him or hate him as they say, but he sort of --

MATTHEWS: Well, he tries to double down what Trump does. If he say, "You are nasty to women," he says, "But it is Rosie O`Donnell." See, he is not supposed to like Rosie O`Donnell, as if that forgives everything. And, he says, "Oh, yes, I left people out of work, but they were not good guy guys. They were like bad guys."

I mean what I liked on Mitt, I liked it. And, I like Kasich when he talks about compassion. It got a bit of Bobby Kennedy there but also tough about physical stuff. A bit cared for the guy and a woman, who is in trouble. You know, they are poor or near poor and they want health care. And, he says, "Are you going to deny them health care?" You know, I wonder if there is an audience for the republican party for that kind of open-admitted compassion."

STEVE SCHMIDT, MSNBC POLITICAL ANALYST: I think there is. What he is talking about lifting everybody up, the Republican Party has to be a party that is policies can lift everyone up, and I think John Kasich has given voice to it.

MATTHEWS: Back to the debate.

O`DONNELL: Chris Matthews is going back to watching the debate with his crowd. The commercial is over at Fox News. We are joined now by Richard Wolffe at the round table. Shira Center is still with us from Boston. She has been watching the New Hampshire primary closely. Jonathan Alter here and Chuck Todd. Chuck Todd, Jeb Bush just had a moment. Do you think it might be his best moment of the night?

CHUCK TODD, NBC MODERATOR OF "MEET THE PRESS": Well, it is an important moment. It was one that we knew was coming. He was asked directly about his tough criticism of Donald Trump including the news earlier today that apparently the fundraiser he used some colorful language --

O`DONNELL: Yes, there was a leak about him using words we cannot use here --

TODD: On air. Correct.

O`DONNELL: -- to describe Donald Trump, which I think almost everyone I know has used to describe Donald Trump at some point.

(LAUGHING)

TODD: And, it is one of those you are like -- well, knowing Jeb Bush, he is probably -- you know, Jeb is kind of, he does not beat around the bush. No pun intended sometimes. Bush denied using some of the more colorful language, but he stood by his criticism of the tone. He pivoted --

O`DONNELL: Of Trump`s tone.

TODD: Of Trump`s tone. He pivoted to Obama and Clinton and saying, you know, "They are divisive, we should not be divisive too," you know? He has tried to sort of put it in those terms.

Trump -- he was asked given the rebuttal shot. You thought, "OK. Is he going to whack Jeb or what is he going to do?" He accepted Jeb`s word that he did not say it. He called him a gentleman, and even said, "I understand why he criticized my tone and then explained why he uses politically incorrect tone." Never attacking Jeb.

So, it was a moment, where you can hear it, and I am listening. I am doing it as sort of radio. I am not seeing it. But it came across as Jeb got Trump to basically admit that his tone was off base.

RICHARD WOLFFE, MSNBC EXECUTIVE EDITOR: I am going to tell you --

TODD: That is important to Jeb.

WOLFFE: I think it is important, but I think what the bar is set-- if that is the bar for Jeb Bush, it is a pretty low bar. He has had a wooden debate.

TODD: I agree. He could not blow this one.

WOLFFE: He could not blow this one.

TODD: This would have been a disaster.

WOLFFE: I do not think he was really firm footed when it came to the Iraq question. He should have seen that one coming, and he rambled and he stumbled.

O`DONNELL: The Iraq question, just to clarify to the audience. It was Megyn Kelly asking him as she put it about his brother`s war. That was her phrase and, you know, was it a mistake?

WOLFFE: It was a mistake -- Yes, it was a mistake because it was faulty intelligence, but I got to hug families of, you know, bereaved families and that was really important and that he starts to pivot around to ISIS and blaming Obama.

Honestly, it was not nearly crisp enough for a question he should have seen coming. Contrast that to what he said about common corps. He was in heaven talking about education standards and common corps.

And, so, I just -- I felt watching Jeb Bush tonight that, yes, he passed a certain bar of credibility, but he did not do enough to really land it where he needed to --

ALTER: -- What we are going to remember -- I think about this is that john Kasich got into the game.

O`DONNELL: Yes.

ALTER: And, that is a big problem for Jeb Bush.

O`DONNELL: Yes.

ALTER: Because he is Bush without the baggage.

TODD: Can I put in a little bit of caution here.

(CROSSTALK)

ALTER: I am not saying he should be --

TODD: No, no. I will just say -- but sometimes the media will say, "Boy, candidate `X` looked really good in the republican debate." And, the base of the party will be totally turned off by that.

O`DONNELL: Right.

WOLFFE: Right.

TODD: So, you know, Kasich has all the makings of media darling, all right? We have seen it for six months. Media darling does not always translate to folks. It helped McCain for a while in 2000 but it never did help Huntsman. He was the media darling.

(CROSSTALK)

O`DONNELL: Let me go to Huntsman --

ALTER: If you are in the top tier and if you get into the serious competition with Rubio, who is having a very good night.

TODD: Yes.

ALTER: And the republicans start thinking about it --

TODD: The conservative who is winning tonight is Ted Cruz.

ALTER: Yes.

TODD: And, if Ted Cruz is the conservative that takes off, that is a guy that can win 7 of the first 10 contests.

O`DONNELL: I want to talk about John Kasich in New Hampshire. And, Shira Center, you have been watching that campaign in New Hampshire closely. There was a moment where Megyn Kelly -- and this is the exactly the Chuck`s point, Megyn Kelly asked him a very long-winded question about Kasich and a little bit about how his religiosity in talking about how he is guided by St. Peter and so forth and saying, "Would republican voters have cause to worry that because of your concern r for the poor, you might expand government programs too much?"

Obviously, referring to the Medicaid expansion that John Kasich accepted in Obamacare in Ohio. Kasich`s line -- his first line of response to that was, "Well, first of all, Megyn, you should know that President Reagan expanded Medicaid three or four times."

That is the kind of answer that I, pundit, think sounds pretty good, but Chuck Todd says, "Do not be surprised if that does not work with the republican base that turns out to vote in these places." What about New Hampshire? What is your impression about how John Kasich handling a question like that will play in New Hampshire?

SHIRA CENTER, POLITICS EDITOR WITH BOSTON GLOBE: Well, I agree with Chuck that it is those kinds of answers that do make him the so-called media darling. And, Chuck also mentioned John McCain`s bump when he was the media darling. And, where did John McCain get a hold of a lot of that bump? It was New Hampshire.

Because New Hampshire does tend to like candidates who claim to be straight talkers and who appear so authentic. And, that right now is working for John Kasich. The other thing that is working for John Kasich in New Hampshire, the millions of dollars him and his Super Pac dumped in -- and now he is rising in the polls there as well.

So, I think it is not -- New Hampshire is not totally in love with John Kasich yet by any means, but he is certainly appearing there. Voters are responding to him I would put him in the top tier of the New Hampshire -- in the New Hampshire Republican Primary and I would not have said that a month ago.

O`DONNELL: OK. One of the stranger moments -- Donald Trump moments was, you know, he has constantly said, "You know, I am a businessman. I give to everybody. I give money to everybody in political campaigns," as if somehow that explains why you give to everybody.

The Koch Brothers do not give to everybody. OK? They only give to the right wing. So, Bret Baier, smartly, finally asks him, "What did you get from these politicians when you gave them money?" And, he said, "Well, whenever I asked them for anything, I got what I wanted?" You know?

(CROSSTALK)

TODD: But guess what, no politician wanted to get into that because most donors do believe what Trump said.

O`DONNELL: Yes, but here is what --

TODD: It was a very honest answer he said.

O`DONNELL: Well, here is where the honesty ends, though. When he is asked, "What you actually got for it?" He does not talk about tax breaks or any kind of abatements in New York City and real estate or anything like that.

He says -- this is his answer -- You know, "What did you get for giving money to Hillary Clinton?" "Well, with Hillary, I said be at my wedding and she came to my wedding." So, that was what the money was for.

(LAUGHING)

WOLFFE: You know, I felt this was, honestly, an extraordinary performance by Donald Trump. The biggest competition he had was from the Fox News moderators.

O`DONNELL: Yes.

WOLFFE: No question about it. And, he rolls with all the punches. Just so -- You know, he gives the ground. He says, "Yeah, the system is broken and I broke it." "Yeah, I stood up to those lenders and those lenders are bad people."

He put on an incredible performance as saying, "I know this system. I have worked it to my advantage, and I am the guy from the outside." Campaign finance, business finance, all of politics, immigration, you know, if you are going to play that, Pat Buchanan and Ross Perot, he is doing a pretty good job of it.

O`DONNELL: Chuck, the next round of polls are going to be fascinating, because we did hear a lot of boos tonight for Donald Trump in there. And, we are going to find out whether those boos --

TODD: Were they legit or not?

O`DONNELL: -- were they from Bush supporters, who are already -- or were people changing their minds?

TODD: Or Kasich supporters. It is clear. When you heard the introductions --

O`DONNELL: Yes.

TODD: Kasich got the loudest applause. It is his home state.

O`DONNELL: Yes. We will not know until we get a poll starting some time tomorrow.

TODD: That is right.

O`DONNELL: All right.

TODD: And, I am curious. It has not hurt him before, right?

O`DONNELL: Yes.

TODD: When Trump has done this, but --

O`DONNELL: All right. We are going to take a quick break. We are going to be back.

(COMMERCIAL BREAK)

O`DONNELL: The Fox News debate has gone into commercial again and so we are resuming our coverage here. There is Chris Matthews in Cleveland. Now, that the debate is in commercial, Chris will give us an update.

MATTHEWS: Well, I think the big question to all people standing here, and is sitting as being also. If Chuck is still joining us, as a republican former chairman of your party, has tonight been good for your party and is it good for the element nominee?

MICHAEL STEELE, MSNBC POLITICAL ANALYST: I think it has been very good. I have been very happy with this debate. It is just great to see -- particularly in the last exchange, some of the real fissures that still exist on how we spend the dollars we have on the military, on social issues, on all of that. I think it has been really good in that part.

MATTHEWS: Is it good for you to face the probable opposition of a third party candidacy by Donald Trump, they made clear tonight.

STEELE: That is absolutely not a good situation because that was work for you.

(LAUGHING)

MATTHEWS: Because that to me is still the big news tonight.

STEELE: Yes, exactly.

(CROSSTALK)

MITCHELL: The first 2 minutes -- you know, absolutely.

MATTHEWS: It is a fact. It is the argument. He has the option of running third party because he just claimed it.

MITCHELL: And, he refused to say he would not run as a third party candidate.

MATTHEWS: And, he had an option and he just said, "I am going to keep my rights."

MITCHELL: And, I got to say that the party now -- I mean -- on the spot because he can no longer say that they are dealing with it.

MATTHEWS: But, he has said -- on "Meet The Press" last week. He said the Republican Party is a private organization. It is a company. Can he do anything henceforth, to keep Trump out of the debates if he has decided he has the option to run third party?

MITCHELL: Not without blowing up the party.

SCHMIDT: No. He cannot do that.

MATTHEWS: Can he?

SCHMIDT: It becomes a self-fulfilling prophesy and he leaves the party. Look, if Donald Trump runs as a third party candidate, Hillary Clinton is president of the United States and they forfeit the election. So, if Donald Trump does that, then it is bad news for republicans.

MATTHEWS: What is the party had to do to try to convince him to let them make a really good run of it? Do they let him run out his strength and hope that he will prove to himself he cannot do well in a third party run?

SCHMIDT: Look, he needs to be treated with dignity and respect is what he signaled today. That if he respects the person, who is the ultimate nominee of the party, then he is not going to do it.

But, ultimately, it may be the case that the ultimate nominee of the party has to come in a direct conflict with Donald Trump. And, that is why they are holding back, right now. This becomes a very difficult game of chess trying to figure out how to handle Donald Trump going forward, particularly for the candidates that have a shot at the nomination.

MATTHEWS: You will notice tonight that the candidates except for Rand Paul, who was truly -- he was premeditatedly planning to attack him right up the front. Michael, what did the other candidates do to exploit the fact that he is, basically, sustained loyalty to the party? They run against him and beat him for the nomination on that regard?

STEELE: I think what you see with these guys tonight, is that they come at him with little print perks. They come at him and jab at him. They are testing just how far they can go with him at this point, because you do not want o to alienate him to the point, where you become the nominee and there is all these animus that has been built up.

I think this is going to be a drip, drip, drip over the next few debates with Donald Trump with the other folks on that stage. Because that way Donald Trump does more exposing himself than those candidates do.

MATTHEWS: OK. Lawrence, we are right back to the debate again.

O`DONNELL: All right. We are back here in New York. We are going to take a quick break and be right after this.

(COMMERCIAL BREAK)

O`DONNELL: Chuck Todd, you are the only one here on the set, who has been able to sneak in listening to the debate while we have been talking about the debate.

TODD: Right. I feel like the old days when I used to listen to Larry King at 3:00 in the morning.

O`DONNELL: And, this means you are going to be able to do the 11:00 P.M. MSNBC coverage where we are going to do the full real look back at the whole debate tonight.

TODD: That is true. But, I think that the three names you are going to hear the most coming out of this debate in a positive spinner are Rubio, Cruz and Kasich. And, they all sort of -- Cruz had the best of the conservative lane. Kasich, you know, the surprise that he establishment lane, and then Rubio is the guy that is very acceptable. Walker, I think, really the front runners. This was not a good night for Scott Walker.

O`DONNELL: Yes. All right. More from Chuck Todd at 11:00 P.M. Thanks for joining us tonight, Chuck. We will be right back after this.

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(COMMERCIAL BREAK)

O`DONNELL: We are back with our coverage of the GOP debate. Now, let us see. Control room, we have some people to go to. We have Jane Timm, who is an MSNBC National Reporter. She is at a campaign -- a Cleveland watch party. Jane, what is the watch party? Is this just a republican watch party or a multiple candidate watch party you are at?

JANE TIMM, MSNBC NATIONAL REPORTER: Yes, this is sponsored by the American Conservatives Union. And, this is mostly conservative activists from here in Iowa. They are very discerning crowd to watch with, because they know how hard it is to win a presidential election. You need to carry the state of your republican.

So, you know, they like Trump. They find him entertaining, but they are looking for a more viable candidate. Jeb Bush has not impressed anyone today, but John Kasich really has. We have seen him sort of take out that lane of the establishment lane and really impress people.

He has taken on the issues that are seen as his liabilities and they cheered him on when he talked about Medicaid expansion. Marco Rubio also seemed very passionate, like a real strong conservative, who shares the values of the people here. I think he really surprised people, very presidential. He was a definite winner of this crowd.

O`DONNELL: Jane, how did the room react to Donald Trump, especially his refusal to pledge that he would support the republican nominee?

TIMM: That definitely earned shock and awe. There were they -- just like a hushed crowd, like "Oh my goodness. How could this be?" They want a candidate that can go the long way. You know, they are enjoying it. Everyone has had a couple drinks. They are having a fun time, tonight; but, you know, after a couple of clips they would like to hear from everybody else as well.

O`DONNELL: Jane Timm, thank you very much for joining us tonight. We really appreciate it. We are joined now by Halle Jackson, NBC News Correspondent. She has been watching the debate with Trump supporters in a private house party in New Hampshire. Halle, you are right there with the first actual votes are going to be cast. What has been the reaction there tonight?

HALLE JACKSON, NBC NEWS CORRESPONDENT: Yes. You know, people are really focusing on Donald Trump at least here. This is, obviously, a small group, but we wanted to get away from some of the campaign feel and talks to voters who will be casting ballots in this key early state.

Trump seems to be landing his lines. A couple of the key moments have been not just what you have talked about, which is Trump not promising to not run as an independent third party candidate, but also the moment that followed that. When he was asked that question about his response and his reaction to women.

There seems to be a sense not just here but a bigger watch party sanctioned by the campaign elsewhere in the state that we have sat at. So, that is feeding the media narrative a little bit of the establishment -- the conservative establishment going after Trump.

Folks here seem excited about him. Other candidates though that have caught their attention is Dr. Ben Carson as well as Ohio Governor John Kasich, who is coming in strong for the establishment. Lawrence.

O`DONNELL: Halle, thank you very much for joining us tonight. I really appreciate it. We are back here with the panel, Jonathan Alter and -- listen, the last question before the final statements untold is something about, as it would be in the republican debate have they received a word from God about their campaigns?

WOLFFE: Right. That is a trap question, is not it? I mean you know, you got to speak to the Evangelical base of the party without seeming presumptuous or having the direct line to the almighty. And, you know, they all have fallen into the temptation, too often, I think, of proclaiming that they have a direct line to God.

This is not something that democrats could ever really imitate or would want to. And, so, you know, you have to ask yourself about the phrasing the question. But, Fox knows its audience. And, the republican candidates know that they have to be able to speak a language of faith to voters of faith.

ALTER: And, remember how George W. Bush just did a great job on that question in one of the debates in 2000? And, they said his favorite philosopher was Jesus and that really helped propel him in the race. You got to do that. But, I think the big takeaway, Lawrence is a bit of an alarming one for democrats.

If there is a Kasich-Rubio or a Rubio-Kasich ticket, this is going to be a very close presidential election. And, you know, so the emergence -- the possible emergence of John Kasich, the fact that Marco Rubio had a good night is big news not just for republicans, but potentially for democrats as well.

O`DONNELL: SHIRA CENTER, just to give you the wording on that final question from Megyn Kelly before we went to the final statements. It was, "I wanted to know if any of you have received a word from God on what you should do and take care of first?" Now, this, of course, is in the country that was founded on the separation of church and state, which of course, no one mentions in republican debates.

CENTER: Right, that is a difficult needle to thread on that stage. Even for candidates like Ted Cruz, who always talk about their religious believes when they are on the campaign trail. It is very difficult.

I wonder if I could not hear the debate, but I wonder if Donald Trump got a shot at that question. I just kind be curious for his answer to that. I think it is a much easier question for Mike Huckabee, Ted Cruz, John Kasich has already talked about that in these two hours. He can tackle that question pretty well.

O`DONNELL: Shira Center, thank you very much for joining us tonight. We appreciate it. Richard Wolffe, Jonathan Alter, thank you for joining us tonight. MSNBC`s live coverage of the debate continues with Chris Matthews and the "Hardball" gang.

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END

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